

The Myriad Chronicles * by Johannes Rammund De Balliel-Lawrora The Book is available Now! Paperback; $19.99; #197pages; 978-1-4500-9791-8 --- 1-4500-9791-X Hardback; $29.99; #197 pages; 978-1-4535-0528-1 ---1-4535-0528-8 eBook; $9.99; 978-1-4535-0529-8 ---1-4535-0529-6 For more information, contact Xlibris at (888) 795-4274 or on the web at www.Xlibris.com, The book is also available at Amazon.Com Call 1-201-553-2689 or 1-201-867-3585 Ext. 249 - Email: www.gawhs.org The Documentary is published under the auspices of German-American World Historical Society, Inc. ============================================== By Laws of the German-American World Historical Society ARTICLE I Policy of the Society 1. The Business and Policy of the Corporaton shall be established and maintained as designated in the Certificate of Incorporation. 2. The Corporation may also establish and have offices at such other place or places as may from time to time be designated by the Board of Trustees. ARTICLE II Purposes of the Society 1. The purpose for which the Corporation is formed are those set forth in its Articles of Incorporation, as from time to time amended. The Corporation is not formed for pecuniary or financial gain, and no part of the assets, income, or profit of the Corporation is distributable to, or inures benefit to its trustees or officers except to the extent permitted under the New Jersey Nonprofit Corporation Act. 2. The Corporation may lease, and, by gift, devise or purchase, own and operate real estate for the Corporate purposes; and the Corporation may also solicit donations and accept money or personal property to aid in its purposes and to maintain the same. ARTICLE III Corporate Seal 1. The Corporation Seal shall be affixed to all Legal and Banking Documents. ARTICLE IV Members 1. The first members of the Corporation shall consist of the members of the original Board of Trustees of the Corporation, unless they have resigned or their membership is otherwise terminated. Thereafter, the eligibility and qualifications for membership and the manner of and admission into membership shall be prescribed by resolutions duly adopted by the Board of Trustees. All such resolutions or rulesand regulations relating to members adopted by the Board of Trustees of the Corporation shall be affixed to the By-Laws of the Corporation and shall be deemed to be a part thereof. Such resolutions of rules and regulations adopted by the Board of Trustees may prescribe, with respect to all members, the amount and manner of imposing and collecting any initiations fees, dues, or other fees, assessments, fines and penalties, the manner of suspension or termination of membership, and for the reinstatement of membership, and, except as may hereinafter otherwise be provided, the rights, liabilities and other incidents of membership. ARTICLE V Board of Trustees 1. The Board of Trustees may cause to be issued certificates, cards or other instruments permitted by law evidencing membership in the Corporation. Such membership certificate, card, or other instrument. Membership certificates, cards or other instruments, if issued, shall bear the signatures or facsimile signatures of an officer or officers designated by the Board of Trustees and may bear the seal of the Corporation or facsimile thereof Amendment 1: The Number of Trustees have been changed to five (3). Amendment 2: Trustees shall be elected for a period of three (3) years effective immediately. ARTICLE VI Meetings of Members 1. Annual Meeting: The annual meeting of the members shall be held at the principal office of the corporation or at such other place as may be specified by the Board of Directors, on the first Monday of each year in the month in which this Corporation's initial Certificate of Incorporation was first filed with the Secretary of State at 10:00 A.M The Board of Trustees may change the date of the meeting to avoid legal holidays. The meeting will be for the purpose of holding elections and for the transactions of such other business as may come before the meeting. 2. Special Meetings: Special Meetings may be called for any purpose, at any time, by the President or the Board of Trustees. 3. Quorum and Voting: A majority of the members must be present at any meeting of the members before business may be conducted. However, if a quorum is not present, a majority of the members present at the meeting may adjourn the meeting from time to time without further notice. At all meetings, except for the election of officers or trustees, the membership will vote by a showing of hands. Written ballots will be used for all elections and when otherwise requested by a simple majority of members present. Any member may vote by written proxy. 4. Action Without A Meeting: The members may take action without a meeting by written consent in the manner prescribed by the New Jersey Nonprofit Corporation Act. Such written consent or consents shall be filed with the meetings of the corporation. ARTICLE VII Powers - Board of Trustees 1. General Powers: The affairs of the Corporation shall be managed by its Board of Trustees, which shall consist of not less than three (3) Trustees. 2. Term of Office: Each trustee shall hold office until his or her successor is elected at the annual meeting of the members, and duly qualified, subject to earlier termination by removal or resignation. The Board shall consist of all officers along with such other trustee position as determined by the members at their annual meeting. 3. Regular Meetings: The Board of Trustees shall hold their annual meeting immediately after and at the same time and place as the annual meeting of members. The Board may provide by resolution for additional regular meetings to be held without notice except as provided by the resolution itself. 4. Special Meetings: The President or any two trustees may call for special meetings of the Board and fix the time and place for said meetings. 5. Notice: Trustees shall be notified of any special meeting by advance notice in writing which shall be sent by mail or personally delivered at least 10 days before the time set for the meeting. The notices may be sent to the addresses as shown on the records of the Corporation. Lack of notice is waived by written waiver or attendance at the meeting without protest. ARTICLE VIII Officers 1. Designation: The Officers of the Corporation shall be a President (Executive Vice-President), Executive Director, Vice-President, Secretary, and Treasurer, and such additional Officers as the Board of Trustees may from time to time determine by resolution. Any two or more offices may be held by the same person, except the offices of President and Secretary. 2. Term: The Initial officers shall be elected by the Board of Trustees at their organizational meeting. Thereafter, the officers shall be elected every three (3) years at a time and place designated by the Board of Trustees. 3. President: The President shall be the principal officer of the corporation and shall supervise and control all the business and affairs of the Corporation. The Executive Vice-President (if appointed) shall preside at all meetings in the absence of the President or Vice-President of the members and the Board of Trustees. He or she shall have all such powers as may reasonably be construed as belonging to the chief executive of a non-profit corporation. He is the Chief Executive Officer and will only serve in the absence of the President or Vice-President. The Executive Vice-President may serve at the discression of the President or Vice-President in the event of a re-organization of the corporation. 4-A. Executive Vice-President (See President): The Office of Executive Vice-President is a Ceremonial position. The person with this position is the Chairperson at any public function and works to enhance the importance of the organization in membership enrollments, and bringing to the attention of the public the positive aspects of being a member, or the potential of advertising. 4-B. Vice-President: The Vice-President shall perform the duties of the President in absence, or in the event of the President's inability or refusal to act. 5. Executive Director handles all protocol of the society and the maintenance of the website. His duties range from Public Relations, Editorial, Advertising, and planning. His commitment to the website cannot be countermanded; and he makes all decisions regarding the input into the website and/or the newsletter. His planning is a public relations one, and he works harmoniously with the President or Vice-President regarding the input of the website. He also maintains the Email programs; advertising insertions; and photographic insertions. He also adds to and maintains the mailing address of the members, and others. 6. Secretary-General: The Secretary shall keep the minutes and records of the Corporation in appropriate books (looseleaf binders, etc.), see that all notices are given in accordance with these by-laws or as provided by law, maintain the seal of the Corporation in the absence of the Executive Director[maintaining same in the Administrative Office]; and affix same to corporate documents. and, in general, perform all duties incidental to the office of Secretary and such other duties as may be assigned by the Executive Vice-President or the Board of Trustees. 6. Treasurer: The Treasurer shall have charge and custody of and be responsible for all funds and securities of the Corporation, and, in general, perform all duties incidental to the office of Treasurer and other duties as may be assigned by the President or Board of Trustees. 7. Removal: Officers or Directors may be removed by the Board of Trustees with or without cause, by the vote of a majority of the Board of Directors. The Executive Director, however, cannot be removed by the Trustees or the President. His position is Autonomous. 8. Vacancies: Vacancies may be filled at any meeting of the Board of Trustees. Each officer shall remain in office until his or her successor is elected and qualifies, subject to earlier termination by removal or resignation. ARTICLE IX Committees 1. The Board of Trustees may, by resolution adopted by a majority of the entire Board, establish committees of two or more trustees to conduct the management of the Corporation. Other committees shall be established consisting of members of the Corporation, but may not exercise the authority of the Board of Trustees in the management of the Corporation. All committees shall function in accordance with the rules and procedures established by the Board of Trustees. ARTICLE X Amendments These by-laws may be altered, amended or repealed, or new by-laws adopted, by the affirmative vote of a majority of the Board of Trustees at any regular or special meeting of the Board, provided that notice of the intended alteration or amendments be included in the notice of the meeting given to the trustees pursuant to these by-laws. Any by-laws adopted, amended, repealed or reinstated, as appropriate, by the Board of Trustees, unless the resolution adopted by the members in respect to such by-laws expressly reserves to the members the right to alter, amend, repeal or reinstate it, as appropriate. ARTICLE XI Dissolution Dissolution of the German-American World Historical Society, Inc. Upon dissolution of the German-American World Historical Society, Inc. any remaining physical assets acquired by the organizaton will be sold. The monies from this and any monies remaining in the Organization Treasury shall be donated to the Fritz Reuter Altenheim a 501 (c) 3 Corporation, located at 3161 Kennedy Boulevard, North Bergen, New Jersey 07047. ==================================== |

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